


Competition

by EggParty



Category: The Transformers (IDW Generation One)
Genre: Competition, Embarrassment, Feeding, Force-Feeding, M/M, Multi, Polyamory, Sticky Sexual Interfacing, Vomiting, Weight Gain
Language: English
Status: Completed
Published: 2017-06-16
Updated: 2017-06-16
Packaged: 2018-11-14 17:29:33
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 1
Words: 9,322
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/11212806
Author URL: https://archiveofourown.org/users/EggParty/pseuds/EggParty
Summary: Red Alert and Cerebros have a question: Who can eat more, Fortress Maximus, or Prowl?





	Competition

**Author's Note:**

> For someone, they know who they are~ 

Busy in the kitchen, Red Alert and Cerebros cooked together. Something they did often together, as Fortress Maximus and Prowl were often busy with their own duties that dinner often fell to the smaller Cybertronians of Luna 1.

"It took awhile to realize it's okay to make this much." Red Alerted commented, watching a pot sitting on a hotplate. "Before I was used to living with Fort Max I kept not making enough food for both of us."

Cerebros snicked. "And now we have to make even more since there's me, and Prowl too." He shook a can and pointed the nozzle at Red Alert. "Here, make sure this tastes alright."

He flinched first but then he opened his mouth, and Red Alert felt something light blue and fluffy cover his tongue, melting fast into something sticky and sweet. "Good." he said, smacking his lips.  "Use that. A lot. I know Fort Max can out-eat you, me, and Prowl combined."

"I don't know," Cerebros hummed, opening the oven and pulling out a hot tray carefully. "Prowl can seriously pack away a ton of food. I mean, when he wants to... and remembers to eat."

Red Alert arched a brow, picking up a small knife and cutting the brownies he'd made, now done cooling. "Fort Max is at least twice his size, Cerebros."

"I bet if you framed it just right," Cerebros said, covering little square cakes with the blue frosting. "Prowl would try."

Red Alert snorted. "Fort Max would win that competition, but that'd be fun to see." He was sure of that, but it was amusing to picture Prowl trying. He always was one who liked to win.

"I didn't say he'd win, just that he'd try." Cerebros pointed out. "I'd love to see him try. A little competition is always healthy. Wouldn't be too hard, they both like everything we make."

Red Alert quietly stacks brownies onto a plate, before his brow furrowed in a pause. "Wait. Do you mean that?"

"Hm?"

"Do you actually want to see them stuff themselves like that?" Red Alert asked. "Are you serious?"

"Er," Cerebros' visor flickered. "No. Or, eh, do you want me to be?" Red Alert stared. He couldn't tell if Cerebros really meant what he was saying. "Are you? Cause you liked the idea too."

"Um." Red Alert's face flushed. He couldn't bring himself to say he didn't, because he did. "Well. Yes."

Cerebros stared. He felt his own face get hot under the mask. "Wanna do it?"

* * *

 

Fortress Maximus and Prowl sat across from each other, looking at Cerebros and Red Alert who stood side by side.

"Competition?" Prowl asked. He wasn't hiding his interest very well, his door wings had perked up. Red Alert and Cerebros stood there silent, each holding a plate of warm food. 

Fort Max's chair creaked as he leaned forward in interest, made for someone far lighter than himself. "We overheard you two a little while ago." Red Alert grabbed a cookie off the plate Cerebros had in his hands, stuffing the entire thing into his mouth.

Cerebros looked at Red Alert, with a 'time to come clean' expression in his visor. "It started as kind of a joke." he said. "We've... been competing with each other over which of you could eat more."

Prowl and Fort Max both stared.

"Well," Prowl said, quickly ending the silence. "That explains why you two have been cooking so much lately."

Red Alert swallowed his cookie. "I expected you to be much angrier."

Prowl made a thoughtful face, considering anger while Fort Max shrugged. "You two are great cooks. I don't mind all the food."

"We can stop, though." Cerebros said, rocking back and forth on his feet. 

"Wait." Prowl had sat up straight, and all three froze in place. "Who was winning?"

Red Alert and Cerebros both were quiet, looking at each other and trying to silently figure out an answer between themselves.

"We're not sure, but," Red Alert drew out.

"We think. Maybe," Cerebros added on.

"...Fort Max." they said, at the same time.

Fortress Maximus grinned, while Prowl was far less pleased.

"New plan of action: We continue." Prowl said, hands together, fingers interlaced.

Fort Max nearly rolled his eyes while Red Alert and Cerebros stared at the black and white mech. "Do you want to win that badly?" Prowl didn't say anything. He only got up, took a cookie off a trembling Cerebros' plate and took a bite. "Haven't you won enough in your life?"

"There's no such thing as too many victories." Prowl said, grabbing another. 

"So, yes. You do." Fort Max said. His spark felt hot, the opportunity to show up Prowl despite their relationship becoming more amicable as days went by was far too tempting. "Red Alert. Cerebros. I think it's time for dinner."

* * *

Prowl looked at the small bowl of sweet candies on his desk, before looking up at Red Alert. "I told you, I'm saving my appetite for dinner."

"You'll never catch up to Fort Max if you only binge." Red Alert said.

Prowl straightened up, returning to typing away at his keyboard. "I'm sticking to my plan. I'll keep a steady pace, and this allows me to continue working. As fun as a little healthy competition is, I cannot stop working and neither can Max."

"Sure. Except he's eating and working." Red Alert said, taking one candy out of the bowl for himself. "I thought you liked to multitask."

Prowl slowed his typing, enough that even Red Alert noticed. I'll join you and the others for dinner, Red Alert, when I am done working."

Red Alert shrugged, knowing that once Prowl was set on a plan he rarely liked to deviate by choice. He left him to his busywork, since it was time to get back to helping Cerebros make dinner.

"Anything almost done, yet?" he asked, watching Cerebros reach into a cabinet, pulling out small bottles of this and that.

Cerebros pointed at a counter, covered with a good number of plates and pans. Brownies, with flecks of color looked to be the most recent finished dessert. "Dessert's done, we can start. Prowl comin'?"

"He's still working." Red Alert huffed. "We'll have to make sure we save him some leftovers."

"If there'll be any." Cerebros said with worry in his voice. "I don't think we were able to make enough for Fort Max alone. We'll have to call in more supplies tonight."

Red Alert lifted up a plate of some little cakes with colorful icing in one hand, and a plate with a variety of cookies in the other. "We're that low? Already?"

Cerebros chuckled quietly. "You do know we've been stuffing Fort Max and Prowl silly lately?"

"Right." Red Alert said. "I'll call later for our next shipment to send off early. Right now, we should start dinner."

Cerebros grabbed more plates, and Red Alert followed him out. "Hey Max, you ready for dinner?"

Fort Max, hearing them come in, spun around in his chair. "Yeah. Work is done for the evening, so long as there’s no emergencies." he said, cutely-colored snack in hand. He reached under with his other hand, grabbing a bar and pulling so his chair leaned back comfortably, instead of his upright work position he'd had all day. "I'm ready for dinner."

Both smaller mechs set their plates down, and Cerebros was the first to climb aboard, carefully making his way up Fort Max. When he was comfortable, Red Alert handed him a plate before climbing on himself.

"Open up, Max." Cerebros said, visor dim from focus and comfort. He held a small sugar-coated pastry to Fort Max's lips. He smiled a little before opening his mouth, licking off some of the sugar before pulling the entire little cake out of Cerebros' fingers. Fort Max gently held Cerebros by the wrist with his fingertips, licking grey fingertips clean of sugar. 

"Fort Max, we have more. Plenty more." Red Alert said, smiling.

They took turns, Cerebros with delicate cakes with soft rich icing and Red Alert with rich chocolate cookies. Cake, cookie, cake, cookie, Fort Max accepted whatever they held up to him. He ate slowly, enjoying the taste of everything they had made for him.

They paused when he moaned, keeping their balance when he rolled his hips a little. Red Alert watched intently as the far bigger mech licked sugar and chocolate off his lips.

As they pulled a second set of plates, they realized at the same time that if Fort Max didn't get full soon, there wouldn't be anything left for Prowl. He was eating slower, but he hadn't stopped.

Savoring the last bite, Fort max had shut his optics, hands resting on his chest. Clearly enjoying himself, it made it harder for Red Alert and Cerebros to stop. He looked and sounded so content, relaxed with a smear of icing on his face, spots of it on his nose and chin.

Red Alert held a donut with pink icing up to Fort Max, simple and cute and watched as he took slow bites. He never opened his optics, but opened up his mouth when anything brushed his lips, ready for the next sweet thing to be pushed in.

Halfway done, the trio were interrupted by an annoying beeping alarm coming from Fort Max's computer. Not loud, but enough to get someone's attention.

"Perimeter beacon." Fort Max said, spinning the chair back towards the screens. "Likely nothing important, but,"

"We know," Cerebros said. "Something you have to do. But, hold on, just for a second." Fort Max sat up, Red Alert sitting on one leg and Cerebros on the other, reaching up at him. He held a soft napkin, and when it touched Fort Max's lips he had to stop himself from nibbling on it. "You have icing all over."

"It's fine, Cerebros." Fort Max said.

"You can't go out in public being an Enforcer of the Tyrest Accord with icing all over your face." Cerebros said, wiping away the sugar. "There. Now you can go enforce your accord all you like."

Cerebros slid off of Max's lap, landing on his feet while Red Alert was more careful, lowering himself one foot at a time. Fort Max planted his hands on the chair's arms, and pushed himself up. One hand went to his stomach, the other his head from moving upright after a long time relaxing. 

"Alright. I'll be back."

With heavy steps, Fort Max exited their base, leaving Red Alert and Cerebros with a good number of plates of food.

"I guess... cleanup time?" Red Alert said, picking up a plate, taking a little speckled square brownie off it for himself. Cerebros picked up a different plate, and another when the sound of someone clearing their throat caught their attention.

It was Prowl, standing in the doorway. "I think I can help you with that."

The smaller pair stepped aside, and Prowl walked over, turning around and sitting in Fort Max's seat. He fidgeted, settling into the oversized chair and glad to find it was still quite warm.

Cerebros got into Prowl's lap, while Red Alert stood by his side, finishing off his brownie snack. "How did your work go, Prowl? You were in your office for a while, there."

"Fine." was Prowl's short answer. He moved to say more, but the sound of whip cream interrupted him. Cerebros had filled the center of a donut with the white and fluffy sweet stuff. "It was-"

Cerebros pushed the donut into Prowl's lips, interrupting him again. He took a bite, tearing off some dough and frosting, licking up whipped cream. "... As I was saying. It was fine. Mostly paperwork, and messages sent to both Cybertron and the Lost L-bhh! Cerebros, stop teasing me like a pet and feed me." He snapped, taking a huge bite out of the donut that almost took Cerebros' finger with it. "I'm hungry." Prowl said, muffled from a mouth full of donut. 

"His plan is to eat a lot in a short span of time, Cerebros." Red Alert said, flatly. "Because he's 'Mr. Efficient', or so he thinks."

"Excuse you?" Prowl asked, taking the chocolate morsel from Red Alert's hand, popping it into his mouth.

"Your plan to binge is a bad one, Prowl." Red Alert said, holding another cake ball. "If that's what you want to do though, fine." He pushed the chocolate cake into Prowl's mouth.

Prowl barely chewed it before it went down. "If I had your attitude, Red Alert, I wouldn't win. I aim to win."

Ever efficient, Prowl made very short work on most of what was left. He only slowed down when Red Alert was left with a nearly-empty plate of bark candy, in big pieces and brightly colored. Being rich, it hit Prowl hard quickly.

"I thought 'quick' was your plan, Prowl." Red Alert said, teasing as he held another piece, pink and white swirled. 

Prowl kept his mouth shut, and had gone still. "'M done." he said, quickly. As Cerebros shifted, trying to slide out of Prowl's lap he ended up being held in place with one hand, while Prowl's other curled into a fist and went over his mouth. "Don't move."

Red Alert was quick to set aside his sweet treats and lean in. "I warned you. Prowl, are you going to be alright?" he asked. Prowl shook his head, only a little but very fast. Looking at Cerebros, Red Alert could tell he wanted to not be on Prowl's leg anymore.

Everyone remained still and quiet. Prowl had shut his optics, and time seemed to slow to a stop. After what felt like too long, Red Alert very, very slowly took a half-step back, and just in time; Prowl vomited, pink and blue and chocolate. Cerebros threw himself back, just in time for the mess to only decorate Prowl's hand and hood.

"Ew." Cerebros said quietly.

"And that's why you pace yourself." Red Alert sighed, silently thanking himself for thinking to bring a small stash of napkins. It never, ever hurt to be prepared.

Prowl was quiet, just trying to slow his breathing, to calm down and regain control, and also not flick his wrist and spray colorful vomit everywhere.

"You okay, Prowl?" Cerebros asked, back on his feet with a hand on Prowl's shoulder.

Prowl nodded gingerly before speaking up. "Yes." he said. "I'm fine now. Just let me rest and..." He trailed off, distracted by Red Alert grabbing him by the wrist. He cleaned off everything, getting between his fingers, his seams, and after his careful work Prowl's hand was clean and white again. Prowl settled again into the chair, and Red Alert cleaned his chest off with the last of the napkins while Cerebros started rubbing his shoulder.

"There." Red Alert chucked the wet napkins aside. "Next time, just tell us if you need to stop." 

"Right. Yeah." Prowl said. "Hgh, I bet Fort Max hasn't made this mistake."

"Actually, he has." Cerebros said. "You two were busy, so it was just us. Before you two caught onto us. It's why he doesn't really like the extra sweet syrup-y stuff. Seemed to not sit right, and he got a little sick."

"Then get him more." Prowl said, hands on his stuffed stomach. "It would give me a chance to catch up to him."

Red Alert couldn't help but crack a small smile. "Sorry Prowl, no cheating." 

Cerebros took to clearing out all the plates and what little snacks and desserts were left, Red Alert slowly adjusted Fort Max's huge chair, leaning Prowl back farther.

"Mmm," Prowl sighed. "That feels much better." He closed his optics, drowsy from being full of sweets but he flinched when he was touched. Red Alert had his hand on his stomach, armor rounded out, softer from all the extra-sized meals lately. "What are-"

"It'll help." Red Alert whispered. "Fort Max does this while he eats, and after. You probably should, too."

It took a moment, but Prowl settled down again, closing his optics and just focusing on Red Alert's hand, rubbing his bloated frame in smooth and even circles. Red Alert was right that it would help; Prowl's stomach felt less tight, less stuffed to capacity and he felt relaxed enough that he was drifting off.

Fort Max was alerted to the snoozing Autobot in time to not wake him when he returned.

* * *

 

They were now a week into their competition, officially. Red Alert's request for extra supplies was sent, and thanks to Prowl pulling his strings it was accepted. They almost had more food than they knew what to do with.

Red Alert snacked more, taking care of perimeter duties. Any time the alarm went off it was something minor, but between Fort Max's job and Red Alert's paranoia, it had to be checked. He needed the energy to race out and back, but there was always something yummy to take with him.

Prowl caught onto Fort Max's constant lounging in his chair. He worked there, but now ate and slept there as well. He stuck to his desk when he was working, and let Red Alert or Cerebros handle smaller jobs, just what he could trust them enough to part with.

When he wasn't working, Prowl was resting in his bed or a nearby couch, usually whichever he could reach first. 

Today it was the couch, not too far from Fort Max and Cerebros. He watched the smaller of the two pull himself up onto Fort Max's chest, a small square bowl in his arms. "Are those you made?"

"Yeah." Cerebros said. "Open up, Max."

"Careful, Fort Max." Prowl warned warmly, fingertips running up and down the bloated curve of his own stomach. "It’s too easy to eat too many of those, that fudge is why I won't be getting up again tonight."

Fort Max chuckled for a moment, before he stuck out his tongue. Cerebros set the square delicately on his tongue, and Fort Max could taste everything immediately. Chewing it, savoring the chocolate, the syrup, the texture. "Mmm, Prowl? I believe you."

He settled in for a good, sugary-sweet feast. It was unbelievably rich, Fort Max had never had anything like it before. His optics shut, and he hummed deeply as the taste faded, feeling a small hand rubbing his chest.

He could feel Cerebros lean closer. “You like that?” he whispered. Prowl was still in the room, not too close and with his own optics shut, as if asleep, but he wasn’t comfortably far away either.

He couldn’t help himself. Fort Max opened his mouth, and Cerebros kept talking.

“It’s so cute how you eat.” Cerebros said, placing another fudge square on his tongue. “So patient, and you always want more.” In went another sugary treat, and Cerebros rolled his hips a little, and Fort Max definitely noticed. Cerebros paused, hoping a line hadn’t been crossed but Fort Max never opened his optics.

He smiled, and stuck his tongue out a little for more food.

Cerebros laid on him, chest to chest and dropped another square of fudge in. “You’re so good. You eat everything you’re told, and you like it.”

Another and another went in, and the plate wound up empty far too soon. It was just enough to have Fort Max eating slower, wincing and hesitating when he swallowed. There were more treats, always more, but Cerebros could tell he needed a break.

He shimmied down, until he was sitting on Fort Max’s thigh and sat up straight. His own legs were spread so far apart, Cerebros had to take a moment to let that wave of heat pass before he could give more attention to him.

“You did so good.” Cerebros said. “I didn’t think you would sit and eat the entire batch.” He laid his head gently against Fort Max’s stomach, rounding out from all the food. He could hear his insides working on all the sugar. A hand started rubbing in circles, low on his belly because Fort Max looked and sounded uncomfortable and he deserved something good for keeping it all down.

Cerebros kept rubbing his belly until he felt less still, belly and posture softening, relaxing. He pet him a little more, pressing with his fingertips to feel just how squishy he actually was, now. 

“I think you have room for more, Fort Max.” 

Fort Max only replied with a slightly pained noise. He really was full, and exhausted but Cerebros made his way up with a new plate in hand. “I’m sure you can handle some chips Red Alert made earlier?”

There was no getting up, for Fort Max. Knowing that these were made just for him made it even harder to turn away. Eating more than Prowl was also worth it, and that sleeping bot nearby was getting real soft and able to put away a lot of food lately. 

Fort Max looked at Cerebros nervously, but he slowly opened his mouth.

“Good.” Cerebros said happily, dropping in a bright yellow chip. As Fort Max let it dissolve in his mouth, enjoying the taste of something different, Cerebros cupped his cheek in his hand. “You’re really good, putting away all this food with no fuss. I think, even after you win, you should keep this up.” Fort Max opened his mouth to ask, but Cerebros put in another chip so all he could do was hum questioningly. “You look good soft, Fort Max.” he answered, patting his chest. “Your hips are bigger, your belly is really starting to stick out and it’s getting softer. You’re getting round and,” Cerebros ground his hips. “I really like it.”

Fort Max swallowed hard, then lifted an arm, hand moving to cup Cerebros’ backside, huge finger slipping into the space between his legs. They stared at each other silently, and after a long moment of that, Fort Max opened his mouth with a slight smile to it.

Cerebros chuckled, low and quiet. “That’s my good Max.” he said, putting another salty and savory bite past his lips, grinding a little on his finger. “Loving getting stuffed with sugar and salt, that’s why you’re so good.”

Fort Max kissed his fingertips the next time they brought a donut hole.

Slowly but surely, Fort Max ate his way through the large bowl of chips, surprised by the different flavors as he ate his way to the bottom. He winced again, all this food after everything else he had taken in today was really pushing his limit.

He was glad for Cerebros’ attentiveness, he got more belly rubs for his efforts. Cerebros found his belly still and hard, completely packed full this time.

“Let me handle this,” he said, both hands on his bloated belly. “you just relax and fall asleep, Fort Max.”

Prowl waited until Cerebros finished, cleaned up and had left to sleep for the night. He waited until Fort Max was snoring away. That’s when he opened his optics, and pried himself off his couch.

He took a curious glance at Fort Max, and he was huge. His armor stuck out, his seams were so wide and Prowl could see how soft he was.

He decided he needed to pick up the pace. 

Noticing a plate of soft crackers, surely for Fort Max when he wakes up, Prowl swiped the entire plate and made his way to his room.

He locked the door behind him, checked it twice more out of habit, then lowered himself onto his bed. One hand went to his panels, rubbing at the warm metal there and the other grabbed a cracker. He nibbled on it as he rubbed his inner thighs, legs parting more and more. 

He ached, having to listen to Cerebros in silence and stillness was a massive challenge. His hand came up to run over his own stomach, back down slowly to rub at his panels, this time slipping away. His spike sprang out, uncomfortably hard and big inside its housing, it was a relief to be properly erect.

He grabbed his spike tightly, stroking himself from tip to base. He squeezed the tip every time he reached it and it made his hips lift up. Another cookie went into his mouth, delicious and muffling his harsh breathing and little noises.

He felt tight, winding up and pumping faster and faster. He swallowed the cracker, gasping hard afterwards. Prowl held himself by the base of his spike, head against his belly as he came. There was so much, it covered himself in a pearlescent glaze that began pooling between seams. Prowl panted hard despite his fans kicking on to cool him down.

Repeating what Cerebros said in his mind wasn’t going to help calm him down, but Prowl couldn’t stop himself. “Good,” he heard, “you’re so good.” He cupped his belly, palm to the small curve he’d developed. 

He but into another cracker, rubbing his belly as he grew warmer again.

* * *

 

“You’re… what?”

Red Alert and Cerebros both stopped in their tracks, and Fort Max sat up as much as he could, brows raised in just as much surprise.

“I said I’m conceding.” Prowl repeated. “I cannot catch up to Fort Max, so I… am accepting defeat.”

Red Alert hummed with disappointment. “And we made enough lunch for four.”

“You’re still welcome to eat with us, Prowl.

Prowl furrowed his brow. “But, I lost.” He said. “The competition is over. Fort Max, you don’t have to eat all this, now.”

Fort Max leaned back, tearing bite sized pieces out of his sandwich. “It’s already made, though. Red Alert and Cerebros brought all this out…”

Prowl picked up a cut half of a sandwich, taking a bite. “It would be a waste. However, you’ve won, Fort Max.”

“You still kept up with him pretty good,” Cerebros said as he gently poked Prowl’s side, whose face turned light red from such attention. “and you’re so soft and cute, now.”

“Don’t get attached, I’m not staying like this.” He said, arm listed to look at Cerebros. 

“I think you should.” Red Alert added. “You’ve been much happier, Prowl. Plus, it… I mean, I think it suits you. You look better now than way back when, when you were kinda… twiggy.”

All three looked to Fort Max, and he swallowed hard when he realized they all wanted his opinion on Prowl’s frame.

“You… rounding out has made you look completely different.” He said. Cerebros hugged Prowl from behind, hands rubbing up and down the rounded plating and wide seams. “And… I think you should keep it.”

“Never though you’d call me cute, Fort Max “ Prowl said, trying to not stammer and shake as he put his hands over Cerebros’.

“You were always all angles before now.” Fort Max said, finishing off a sandwich. “Oh, also, you’ve been less of a cold, calculating bastard since putting on all the weight. That helps, too.”

Prowl actually smirked. “I like being nicer.”

“You’ve always liked a challenge.” Fort Max snorted. 

“If you two are done flirting,” Red Alert interrupted. “join us for lunch already, Prowl.”

Prowl huffed, but took Fort Max’s silent invitation to sit on his lap, leaning against soft armor. “How do you sit here all day?” He asked, leaning over for a nice sized piece of bread, tearing off a piece. “When was the last time you got up?”

Fort Max smiled this time. “It’s a very comfortable chair…” he opened his mouth when Prowl offered the chunk of bread. “Mmm, and, I don’t quite recall. Maybe that says enough.”

Red Alert and Cerebros quietly retreated, for sure to bring the rest of lunch out. Prowl picked up a bottle, clear glass with a bubbly red drink inside. “Thirsty?” he asked, offering it knowing Fort Max wouldn’t refuse. He gently tipped it against Fort Max’s lips, giving a good sip.

“Mmm,” Fort Max moaned, kissing Prowl after another bread morsel. He paused, shocked at himself.

“It’s… alright.” Prowl said, free hand rubbing his chest gently.

Just in time, Red Alert and Cerebros returned, each with plates. “I’ve got omelets. The only thing we still had in bulk.”

“And I’ve got leftovers. Pasta, and,” Cerebros adjusted his plates. “rice!” 

Red Alert handed the cheesy eggs to Prowl, surprised at the weight of it. “Pasta and rice is mostly for us, this is Max’s.”

Without a word, Prowl dug a fork in. “Open up, Max.” He said, and Fort Max opened his mouth obediently. Bit after bit of omelet went in, sips of red cherry soda in between. Halfway through the plate, and three bottles in had Fort Max starting to groan, and wince.

“I’ve already had so much,” he sighed. Red Alert and Cerebros looked up from feeding each other pasta and rice. “Mmh… 

“Here,” Cerebros suddenly crawled up onto Fort Max, bringing the plate of rice with him. Prowl made a little room for him to get close. “think a change to rice will help? I don’t mind sharing.”

Fort Max opened his mouth as a silent yes, and a spoonful of flavorful rice went in. Prowl and Cerebros could feel Fort Max fidget under them. He groaned, and Prowl slowly let his hand, with nervous hesitation, rub his stomach. He was so warm to the touch, and Prowl could feel his tanks rumble against his palm.

“Better?” Cerebros asked.

“I was, but,” Fort Max groaned, stretching which pushed his stomach more into Prowl’s fingers.

“Another change. Something lighter.” Prowl said. He waved at Red Alert. “Pasta. Now.”

They swapped plates, and Prowl offered Fort Max noodles. It took a moment, but the big Autobot accepted it, chewing slowly.

Red Alert crawled up and sat on the armrest. “You alright, Fort Max?”

“He’ll be fine.” Prowl said, holding another fork full of pasta to his lips, waiting for him to take it. His other hand rubbed the top of his belly, hoping for it to help him take more of his lunch.

Fort Max took the bite. It slowly went down. “See?” Prowl said. “He’s a big guy and he c-“

Fort Max interrupted with a sudden, horrible gagging sound. Very suddenly, he’d spit up what was visibly eggs and rice. 

Prowl was taken aback, and Cerebros was already gone. Red Alert’s face was as red as his armor, as he dabbed a napkin he had on hand. “You need to learn to tell us to stop…”

Fort Max just breathed as he was cleaned up. Prowl hardly noticed when Cerebros took the plate out of his hand. All he could think about was how focused on feeding Fort Max he got.

Red Alert lowered the back of Fort Max’s chair when he asked, laying down. Prowl had asked if he should move, “I want someone to stay here.” Fort Max had said quietly. So, Prowl found himself lying against Fort Max’s chest, back to the arm rest.

Head on his chest, Prowl listened to him breath hard, tanks chugging away at the food that stayed down. He cupped Fort Max’s belly, thumb rubbing along comfortingly.

It seemed to help him, but the silence left Prowl wondering. He knew Fort Max had to have a limit, but it felt wrong to see it.

“Mmm, that helps.” Fort Max said, and Prowl jumped. “Keep it up.”

Prowl settled down, laying his head back down and running his palm up and down his full, taut belly.

* * *

 

Standing side by side, Red Alert and Prowl washed dishes together quietly, scrubbing sauce away to the radio playing old tunes. 

It was a peaceful quiet, until a ringing sounded through their base.

“Who’s getting it?” Red Alert asked. He leaned back, peaking around the open doorway  

“Cerebros?”

“I don’t recognize the caller.” Cerebros called back. 

He rattled off the ID, and Red Alert dropped everything into the sink and ran. “Answer it! It’s the Lost Light! That could be Ultra Magnus!” 

He picked up the receiver in the kitchen, and the holographic screen lit up. First thing Red Alert saw was Rung. “Hello, Red Alert!”

Prowl leaned from the counter. “Find out why he’s calling,” he whispered. “then put him on hold if you can.”

“Hi Rung,” Red Alert said, receiver wedged between his shoulder and jaw. “did you need something?”

“Just curious how you and Fortress Maximus are doing.” Rung answered, smiling. “Could you get him on the line too, please?”

“Uh,” Red Alert blanked. “hold, for just a moment.” He hit a button to put Rung on hold, then looked over his shoulder back at Prowl. “Hey, Fort Max is still waiting on lunch, isn’t he?”

“No, I’m pretty sure Cerebros took a plate out.” Prowl said as he glanced around. “The bacon, it seems. That’s the only thing missing, and I know it was here a moment ago.”

“Shoot.” Red Alert said. “I’ve got Rung on the line and he’s asking to see him. If he’s already started on lunch, though…”

“Tell him to call back later, then.” Prowl said as he shrugged. “Say that Fort Max is out and you’ll tell him to call Rung back.”

“I don’t like how quickly you came up with that lie.” Red Alert said, getting a glare from Prowl.  “Rung? Fort Max is out, and I’m not sure when he’ll be back. When he is, he’ll return your call.”

After hearing a quiet thanks, Red Alert hit a button, hung up the receiver and sighed.  Prowl sidled up to him, and put a plate of cheese cubes on his hands. “He’ll be wanting this.” 

Red Alert took a moment to breathe and calm down, before making his way to Fort Max and Cerebros. “Hey there.” Cerebros greeted him, and Fort Max turned too and smiled, chewing on a thick strip of bacon. “Joining us?” he asked, sitting on Fort Max’s chest with a plate of meat between his thighs, holding another slice.

“I am.” Red Alert answered, carefully putting himself into Fort Max’s lap, a space he had to share with his stomach. “Gotta keep our favorite tank on Luna 2 topped up.”

Fort Max let out a rumbling chuckle. “Bacon, cheese, lunch is pretty simple today.”

“We have a lot of it, though.” Cerebros said, taking a cheese cube from Red Alert’s plate and holding it up to Fort Max.

“About that…” Red Alert said, trailing off and it caused Fort Max to look panicked for a split second. “Rung called, and I said you would call him back. He called from the Lost Light just a little bit ago.” 

Fort Max hummed, relaxing and rolling his shoulders, savoring the morsel melting in his mouth. “After lunch,” he said, one giant hand on Cerebros’ back to pull him a little closer. “Mmm, I have  got prior obligations to attend to, first.”

Red Alert felt his other hand on his back, inching lower. He put one hand to Fort Max’s belly, pliable and soft under his palm. “Alright. But not too long, Fort Max.” He delicately picked up a yellow cube and offered it.

“Room for drinks?” Prowl asked, interrupting with a small smile on his face and a couple of colorful bottles in his arms. Waved over by Cerebros, Prowl handed a blue bottle to Cerebros, and a bright yellow one to Red Alert.

“I need a drink.” Fort Max said, licking his lip as he watched Prowl unscrew a clear drink. “The meat and cheese has me so thirsty.” 

Prowl let a hand run idly up Fort Max’s arm, back of his fingers brushing his thick neck. Cupping his jaw, Prowl held to bottle up to him. “Drink up, we’ve got plenty.”

He sipped with his optics shut, feeling Prowl’s warm hand and the cool drink. Fort Max smiled a little, hearing Prowl chastise Cerebros for cracking into one of the drinks for himself between gulps.

Fort Max was halfway through the soda before he stopped. “Mmm, much better.”

Cerebros leaned in, his forehead to Fort Max’s. He held a cube of cheese with a piece of a slice of meat. “Open up, cute thing.”  Taking turns between creamy cheese, salted meat and colorful drinks, Fort Max slowly started to feel full. Time had blurred, only enjoying being fed or touched. 

“You’re slowing down.” Red Alert pointed out, opening another drink.

“I’m fine.” Fort Max said, feeling his full tank churn, an uncomfortably good feeling. “I want more.”

Cerebros shimmied down to sit on a wide thigh, and laid his head on his bloated belly, one hand rubbing in circles. “We have plenty, don’t you worry.”

Red Alert offered his soda and his smile grew the more Fort Max took in, watching him take this bottle completely in one go. “Way to go.” he praised, setting the bottle aside. Fort Max burped, followed by a very contented-sounding sigh.

Red Alert kissed him, salty, sweet and sticky and catching Fort Max by surprise. “O-oh.” Fort Max gasped. Red Alert’s face blushed as much as Fort Max’s.

Prowl leaned in on Fort Max’s shoulder, a piece of bacon pinched in his fingertips. A sudden noise made him drop it, startled like everyone else.

“What in the hell are you watching?”

The sharp and sudden interruption had everyone’s head snap forward. The screen at Fort Max’s desk was on, and the trio could see Rung waving his hands and a very confused Ratchet coming in close.

“Ratchet?” Prowl asked, a brow arched and looking over a shoulder.

“Prowl?” Ratchet responded. “Fort Max? Red Alert? What is going on over there?”

“Uh… lunch?” Cerebros said sheepishly.

“If you were having... lunch… why didn’t you hang up?” Rung asked, face extremely red.

Red Alert’s was just as flushed. “I thought I did.” He covered his face with his hands. “Oh, Primus I transferred the call out of habit…”

“Wait, you’ve been having lunch?” Ratchet asked. “This entire time? How long has this gone on?”

“Er…” Prowl trailed off. Embarrassed, it wasn’t like him to lose track of time.

“This isn’t what any of you should be doing with your food stores!” Ratchet continued yelling. “Or your time!”

“You can have a say in what we do when you live here.” Prowl said, scowling.

“Shut it, Prowl.” Ratchet said, pinching the bridge of his nose. “Of all the times to lose your pragmatism…”

“Maybe we should-“ Rung tried to speak up.

“And Fortress Maximus,” Ratchet’s direction changed. “shape up. Do more than sit around and eat. I know you’ve had a hard time but that’s no excuse for  _ this _ .”

Rung pushed himself into the frame, one hand on his face. “I will just call tomorrow, I’m so, so sorry for interrupting.” He said quickly, clumsily hanging up.

Red Alert sat on the arm of the chair, lightheaded with both hands on his head. “I’m so sorry.” he blurted out. His hands were shaking, and his words turned into formless stammering.

Prowl’s wings drooped and Fort Max’s head lolled back, optics shut.

Cerebros leaned in to put a hand on Red Alert’s shoulder, shaking him gently. “Hey, that really was the worst, buuut,” he drew his words long. “is that a reason to stop?”

Prowl shifted his weight, wings lifted while his brow arched. “It would be a waste. What about you, Fort Max? Up for it?”

He was slow to lift his arm, bringing his hand to his face. “I’m still a little mortified.”

“Nothing cures that faster,” Cerebros said, reaching behind himself. “than chips.” He shook the bag, tantalizing a still-hyperventilating Red Art into taking some. As he nibbled, he relaxed and Cerebros took out a large chip for Fort Max.

He didn’t hesitate too long before biting at it. “Mm.”

“See?” Cerebros said, before looking at Red Alert. He gently and slowly pushed him, making Red Alert rest against Fort Max’s warm stomach in an effort to help him calm down.

Prowl knocked back the last of his drink. “If everyone is done freaking out or repeating ‘that was the worst’,” he picked up a plate. “maybe we can finish before dinnertime.”

* * *

 

 

In the dim light Fort Max was in his bed, Red Alert leaning over him, hands on his chest. He breathed hard, stomach aching. “Red…”

“You slowed down, Fort Max.” Red Alert said, holding a spoon. “You can usually take more than this.”

“Mgh…” Fort Max groaned, red optics shutting slowly. “I’m not sure… Red Alert, I’m just not as empty tonight.”

Red Alert bit his lower lip. “I just don’t want anything to go to waste.”

“I think,” Fort Max was interrupted by a hiccup. “you’re overestimating when Cerebros made all this stuff.”

“I’m just cautious.” Red Alert corrected him, tearing into a dense piece of bread. “Here.”

He took it slowly, but when Fort Max’s face switched to show much more discomfort Red Alert had one hand on his face, covering his mouth.

Fort Max didn’t have a habit of spitting out food but Red Alert wasn’t about to let him start. “I’m sorry, but I just can’t let you waste anything.” He whispered. 

Fort Max fidgeted under Red Alert, too heavy to really move him, too full and too tired to lift his arms. It took a long moment to swallow but under Red Alert’s gaze, he eventually did.

Red Alert didn’t say anything, but he did brush his fingers against his cheek. Fort Max stared at him, tired and full and knowing more food was coming.

He didn’t look, he only opened his mouth when anything touched his lips. Red Alert would cover his mouth if he slowed down too much. When his optics shut, he’d feel a hand on his throat stroking away, resting under his jaw to feel him swallow.

Fort Max let out a heavy sigh, tank rumbling hard and he felt that he hit his limit. He groaned through a clenched jaw.

He felt more food at his lips, but he couldn’t bring himself to open his mouth. “Open up.” Red Alert demanded. Under him, he felt another rumble, and Fort Max still had his mouth shut.

Red Alert pushed his thumb inside the corner of his mouth, parting his lips and jaw by force. Fort Max gasped hard, and with his free hand Red Alert pushed in a warm piece of meat, filling his mouth.

He groaned, head tilting back. Red Alert cupped a hand over his mouth again, shushing him. He felt his other hand cup his cheek and Fort Max couldn’t help but squirm under Red Alert. His legs bent and moved what little he could manage, and his hands cupped the sides of his soft round stomach, burning hot under his fingertips, feeling stretched to the limit.

Red Alert did it again, shoving more big pieces of various sickeningly tasty things inside, and giving him no option other than to swallow.

He gagged, fighting his body, trying to not fight Red Alert. He coughed, choking a little and the red mech leaned over him, hand over his mouth and looking nervous at what could happen next.

His optics welled up, stinging matching his throat. He shut his eyes as he swallowed through the pain, feeling a small thumb brush over his cheek and wipe away the few tears that rolled down.

Fort Max could hear praise but he couldn’t make any of it out, the discomfort of being so full with a heavy mech sitting on him, he was slightly delirious.

“… this all, and I thought… Max? Fort Max?” After a quiet moment, Fort Max coughed hard and it made Red Alert jumped, expecting a worse outcome. “Eugh! Don’t do that, after all this time please don’t throw up. Disgusting.” 

Fort Max only hiccuped, but it was enough to comfort Red Alert that everything he gave that went down would stay down. 

It left Red Alert to overthink. It hit him all at once; his tone, his demands, his hands on his throat.

“O-oh,” he stammered, the realization setting in. He could feel Fort Max’s groaning, and the big mech opened his optics. “I’m-“

He stopped, and leaned back, feeling something against his backside. Fort Max gasped then licked the condensation off his lip before biting on it gently.

“Red-“

“Is… is that your spike?” Red Alert asked.

“Uhm, yes.” He answered. He breathed hard, uncomfortable and awkward. “I just-“

Red Alert hushed him. “It’s okay. I just wasn’t expecting that.”

“You were expecting me to vomit.” Fort Max said, smirking a little.

“Yeah. Wasn’t expecting you to, um, really like what just happened.”

Fort Max and Red Alert could hear his tanks this time. “Me neither.”

* * *

 

 

Prowl slipped into Fort Max’s room. His favorite chair had cracked and then lost its balance. Cerebros had promised to fix it, but for now, Fort Max was bedbound.

Fort Max was propped up with a few pillows, while Red Alert and Cerebros sat on either side of him, leaning into him.

“Is the heater still busted?” Cerebros asked.

“Not anymore, no,” Prowl answered with a sigh, sick of the cold. “it’ll take some time to charge and heat the base.”

“Want to join?” Fort Max asked, patting his lap gently since there was little room elsewhere. “It’s very warm over here.”

“We got cocoa.” Cerebros said.

“And warm biscuits.” Red Alert added.

Smiling a little, Prowl fit himself on the bed, Cerebros giving up his spot to sit across Fort Max’s lap. Situated, he nibbled away at a biscuit.

Prowl leaned into Fort Max, appreciating the warmth. His shivering door wings slowed down. 

“You’re absolutely freezing, Prowl.” Fort Max said. He put a heavy arm around Prowl, to warm him up while Red Alert handed him a warm drink.

“Mmm, thank you.” Prowl took a sip. Having been working in a cold basement on a busted generator left him frigid.

He had expected to settle down for the evening, shutting his optics, when Fort Max groaned. He ignored it, but he made another noise. 

“What are y-“ Prowl said as he and Red Alert both leaned forward. Cerebros stood up, and everyone could see Fort Max’s spike. “...No wonder you’re so warm.”

“I-“ Fort Max said, breath hitching.

“Want me to move? Sit elsewhere?” Cerebros asked. Fort Max stared, hand hovering over his mouth. 

It was Red Alert who set his cup aside, hand riding up his thigh, knuckles brushing his stomach. “It’s okay, Fort Max. What do you want?”

He shuddered, and it raised Prowl’s interest, making his door wings flutter. “You want to interface…” Prowl paused. “which one of us?”

Red Alert squirmed, sure it was him. Before he could speak up, Cerebros did first. “I was in your lap,” he sways his hips a little, hand on Fort Max’s chest for support. “you can tell me if you want it.”

Prowl spoke up. “I’m certain you would want someone you’ve known a long time.” He leaned into Fort Max’s side.

“Wen I mean myself and,” Red Alert stammered. “we, uh, already. Kind of. Mmh…”

“Nooo,” Cerebros bounced foot to foot. “Really?”

“Sort of.” Fort Max said. “But, uh, it’s,” he paused. “…all of you.”

“You-“ Prowl sat up straight.

“I like all of you.” Fort Max mumbled into his palms. “I don’t know when it happened but…”

Cerebros, before anyone knew it, climbed up and sat on Fort Max’s chest and shrugged. “As long as you like all of us and not just some of us.” He said. “I think I know where you want me to sit.” 

“I-“ Fort Max gasped, Cerebros inching closer and closer.

“Just tell us what you want.” Prowl said. Red Alert straddled a wide thigh, waiting for the answer.

“Everything.” Fort Max finally said, swallowing hard.

That was all they needed. The sliding sound of panels pulling back filled Fort Max’s head, and Cerebros’ entire array was on display, inches from him. Sticking his tongue out, he gave the tip of his spike a lick.

“Ah,” Cerebros sighed. Fort max smiled meekly under him, before feeling fingers slide up his inner thigh, making him shiver. “Ooh, he liked that.”

“Ahh,” he sighed. Prowl moved in, leaning over and pulling one leg away from the other, making room to grab Fort Max’s spike. Red Alert found his exposed valve already wet, fingertips running up and down his sensitive folds.

Prowl leaned in and put the entire thick head in his mouth and Fort Max’s hips lifted up, bouncing Cerebros a little in doing so.

“Woah there,” Cerebros laughed. “we’ve barely started, big guy.”

Fort Max breathed hard. On his next breath, he had Cerebros’ valve to his mouth. Reflexes kicked in, his tongue began languidly lapping away and Cerebros’ legs tensed against his cheeks. His head rolled back, letting out a very pleased moan.

Red Alert busied himself with pushing his fingers deep into Fort Max, feeling his valve tense around his digits. Wet and noisy, just like him.

Busy with his spike, Prowl went down as deep as he could. He held the base tight, feeling every throb under the warm metal. He moaned, and Fort Max moaned into Cerebros.

Red Alert laced his fingers between Fort Max’s hand, hands held tight and feeling him curl his fingers.

“Mmgh,” Cerebros groaned. Everyone could hear him pumping away at his spike. “Maxmax _ max _ .”

Prowl pulled himself off Fort Max’s spike. “His mouth as good as it sounds?”

“ _ Yes! _ ” Cerebros yelled out. His back arched sharply, visor flickering and transfluid spilling thickly onto Fort Max’s face. Fort Max pulled away from his valve, gasping against his inner thigh and feeling hot transfluid slowly roll down his nose and cheek.

Prowl rubbed his palms up his warm stomach, fingers spaying as he went higher and higher. “Tell us everything that you want.” He said, heavy spike resting against his cheek.

He dug his fingertips into the soft metal, and Cerebros slid off his chestplate and landed in the crook of Fort Max’s arm. He slid his hand between his own legs, lazily playing with his valve with a dozy look on his face. “Tell ‘em, Fort Max.”

“Anything you want.” Red Alert added, pulling his hand out of his valve. He made sure Fort Max was looking at him before putting his slick fingers in his mouth and smirking.

“Mm,” Fort Max bit his lip. “f…frag me. Someone, anyone…” he said, voice shaking.

Red Alert tried, but Prowl held up a hand to stop him, the look of ‘I got this’ on his face. “Be specific, Fortress Maximus, be specific.”

“Frag me,” Fort Max said through a clenched jaw. “I need someone in my valve, on my spike, please…”

Swinging a leg over and his own soft stomach against Fort Max’s,  adjusted his hips and ground his valve against his spike. “Is this what you want?”

Fort Max let out a breathy shudder, head dropping back and the arm Cerebros was resting on held him a little tighter.

Red Alert stood up, leaning over and kissing the huge soft bot deeply while a hand rubbed his full belly. 

Fort Max shook between Red Alert and Prowl. “Ah,” he gasped, moan being stifled by more hungry kisses. “Ah!”

Prowl licked his lip as he reached between them, grasping his spike, wet from his grinding. “Hope you’re ready,” he said. He slipped the head of Fort Max’s spike between his folds, back, forth, back before sinking onto him. “Ohh.”

It was his turn to turn his face up at the ceiling. Prowl’s wings shook, and he rocked his hips. Fort Max was huge, stretching his valve with the most pleasing burn. Every move rubbed nodes just right, and Fort Max gasped and flinched as the tip of his spike hit Prowl’s deepest parts.

Red Alert broke their kiss and Fort Max let out a loud moan that bounced off the walls. “Hahh! Prowl! Hnn…” He cupped Fort Max’s jaw, gently licking his lower lip.

Prowl moved faster, hips hitting hard and holding onto the thick metal spilling over kibble. His head came forward, condensation sticking to his armor in big drops that ran into his seams. “Ohhh…”

His spike, caught between their stomachs, got harder and the tip stuck out, a drop of white between their dark grey plating. Red Alert noticed it, and trailed his hand down Fort Max’s stomach slowly. Touching the tip, a drop transfluid beaded and stuck to Red Alert’s fingers.

Prowl gasped hard, nearly choking. He pulled himself off Fort Max’s spike. “Lift his leg, Red Alert.”

Without asking they both pushed his legs apart, and Red Alert pulled his leg up. 

“Mmgh, more,” Fort Max whined.

Prowl held his spike and pushed himself into Fort Max’s valve, shuddering as he hilted himself effortlessly before drawing his hips back to drive deep again.

“Hhh,” Prowl whined, leaning forward. He hissed through his teeth. “Maaax…”

He didn’t last long; Prowl erupted, face pushed into Fort Max’s stomach and going completely still. 

As his wings vibrated less, the rattling quieting down, Red Alert pushed him gently to sit up straight. He kissed Prowl, hips twitching, spike still overly sensitive and trying to drag out his overload.

“Here,” Red Alert said. He pushed a hand between them and slid his fingers up and down the sides of Prowl’s spike, Fort Max’s soft valve mesh. “let’s finish what we start.”

His fingertips, slick from Prowl’s deposit, trailed their slippery way up to Fort Max’s swollen node. Red Alert rubbed in slow circles, making Fort Max melt further into a breathy mess. 

He kept flicking his wrist but nothing seemed to push Fort Max past his brink. Prowl pulled out, and leaned to whisper to Red Alert.

“Mm,” Red Alert hummed, enjoying the tip off. “you’re such a mess, Fort Max.”

His breath hitched.

“You were an enforcer, a great one and now you need our help to do,” Red Alert pressed harder on his node, making him gasp hard. “Everything.”

Fort Max squirmed, whining deep in his throat as Cerebros moved to rest his crossed legs across his chest, spike still hard. Prowl, still panting, cleaned Cerebros' now-tacky mess off his face.

"People used to need  _ you _ , now you need  _ others _ ." Red Alert said, watching Prowl clean him. "You need to be fed by others, cleaned by others, your spike pumped and valve stuffed since you can't do it yourself."

Fort Max suddenly became silent, optics shut tight and his hips bounced up into Red Alert's touch, stomach jiggling from the movement. He felt his hand suddenly soaked, and it took over a minute for Fort Max's frame to relax again, melting into his chair.

His breathing slowed, and Prowl took over his chest as his new resting spot, fingers poking idly at larger droplets that collected on his armor. Red Alert fit himself against his side, arm draped over his soft belly and sighing into the warmth.

“You okay?” Prowl asked. The words took a moment to reach Fort Max, still in a daze.

“Mh?” he mumbled. “I’m. That was...”

He could feel Prowl relax again, nestling into his side and a finger trailing over the curve of his chubby cheek. 

“You got real quiet for a while there. Glad to see you’re still with us.” Cerebros said, stretching and following it up with a squeak of a yawn. “Except… I’m falling asleep.”

Fort Max pulled Cerebros tighter to his side. “Stay here and sleep.”

“All of us?” Red Alert asked. “I think we’re all very comfortable laying on you.”

“Good thing there’s enough of me to go around.” Fort Max replied, cracking a small smile.

He felt everyone snuggle in, making themselves completely comfortable, packed together for warmth and space. He began to drift off into sleep, full and sated in every manner. He had thought himself happy enforcing the Autobot code and Cybertronian law.

This was far better.


End file.
